Villains
by Days-Like-These
Summary: In this collection of short stories, the antagonists of the series are explored a little further in an attempt to better understand what makes them who they are . Cover art by Bonaxor of deviantART.
1. The Brothers Flim-Flam: Shysters

SHYSTERS

Flim and Flam

"Step _right_ up!" a colt beseeched. He was tender-voiced, and slim with a round face. His eyes were pinched by his smiling cheeks as he spoke. "I present to you a high quality, pristinely engineered _opportunity_, comrades. Remarkably, the very best deal you'll find this side of the Great Ghastly Gorge! No fooling!"

"It's true!" said his brother. "Dually true! You have not one but two young bucks to give witness! How _could_ you pass up?"

Ponies cantered and cavorted by, craning their snouts in the air, wrapping themselves up against a steely wind purring up their backs. Mountain air, tinged with the scent of stratosphere, kept the blood from draining from their upturned heads. A particular remove, distinguishing the enthusiasm of these colts and their wooden booth.

These two little colts on the side of the road should've been in school. It hadn't been too long ago that they're cutie marks appeared, but already they were tremendously far from home. And, any adult supervision.

Flam bent over the booth's pouting wood, pushing his ribs into it as he reached out to the passers-by. "You'll never find an opportunity so ready for the reaping! I promise!"

Not a single stir or twitch in their direction. Dead ears.

Flam stumbled his charm, darting a look his brother's way. The back of Flim's head received it as the enthusiastic salesman tried a new strategy. "How about a sample?" He clapped his hooves together, "A demonstration!"

The colt bound from his brother's side, taking to the street. He floundered in a breath before shelling the ponies of Canterlot with speech. "Good ma'ams! Good dams! Good, fair sirs and sires of all prestige! Lend an ear for a chance - yes, chums, a chance - of enormous rarity! Of rare enormity!"

"Poppycock," a stallion groused in passing.

"Flim-Flam, actually." He beamed. The stallion trod off with a contemptuous lip buzz. Flim gambolled after him. "You see, sir, if I could but reinvest your attention in my brother's and my invention, _you_ could be the judge of its mavelosity yourself."

The large stallion folded down his chin with some exasperation. "Then, what would this precarious curio happen to be?"

Flim hopped out in front of his path, straightening his posture and ears, and put on his most winning smile. "An apple cider grinder, of course!"

"Apples?" he recoiled. "I'm direly allergic. You could've murdered me, you tiny ninny."

"Oh," Flim remarked.

The stallion walked off with a harrumph.

Flim bounded around. "Surely!" he said. "There must be somepony intuitive enough to uptake the shot of a lifetime."

Flam chimed in, "You! Um, wait no, stop- uh ... S- Sir! Si- ... Madame! Missus! ... Eh, Miss? Sir! Sir!" Finally, a stop, and Flam sighed, "Oh thanks, I- Argh!"

The pony walloped Flam in the head with a purse. "I'm a mare!"

Flim valiantly smiled whilst Flam rubbed his buckle-stained forehead.

Flim chuckled sprucely, "Why, of course, my sweet petunia. Alas- I must apologize- my brother is, uh," his face scrunched, brilliance struck, and then a savvy smile came out. "he's come down with a case of the _googlies_." he explained delicately, a hoof up blocking the noise from the flummoxed-looking Flam. "Can't well see having that in your eyes, can you?"

She took a breath. "Can you?"

"Sweet salamanders, no! Madame," he told her gravely. "as a gentlecolt I implore your gracious forgiveness, and Flim Flam policy in such a situation calls for a freebie. On the hou-" a hoof plugged his yap hole.

"What my _confuzzled_ brother meant is a discount, fair siren."

"Dear me …" she put a hoof to her neck. "A discount on what?"

Flim and Flam grinned coyly to one and other, and told her, "Why, the Flim-Flam Brothers Super Speedy Cider Squeezy Seven! _No other!"_

Now they'd attracted a few hangers-on.

A gangly voiced colt and his filly companion looked on in bemusement. They looked only a few years older than the brothers. The colt with a coat the colour of icicles looked on "What is _that_?"

The brothers Flim Flam gaped at him. Flam ran up. "You don't know?"

"Well, uh," his voice bubbled, with a pre-pubescent range.

Flim rushed to put a hoof around his neck. "You better keep up with the times, boy-o, the world's a-changing and we're a part of the tide. If you fall behind, you are left behind, and behind's a lonely place."

Flam smirked handsomely to the filly friend and put a little extra sparkle in his eye. "I take it you're more of a go-getter than your pal? More progressive, should we say?"

The pink filly giggled. She squirmed in a graceful way, her red-as-lipstickbob cut swishing around her nice smile. "The fairer sex always is."

He pecked her hoof and winked at her from under his bowler hat. "I couldn't consent heartier, daffodil." Smoothly, he popped up, gesturing her towards the booth. "If you'd do the honours …"

"What?" her coltfriend blundered, bottom jaw jutting out and eyes full. "Poppy Petal, your dad's waiting."

She winched and turned to the red-maned colt. "I'll only be a minute, right?"

Flam brushed up against her and chuckled under his breath. "Shouldn't take too long, at all."

The coltfriend grimaced.

Flim zapped ahead of them. In a timely matter of moments, he assembled from beneath their wooden stand a bronze gismo of cog and spool.

"Of course, it doesn't look like much," he admitted to the gathering, "true opportunity never does. However, it's that very innocuousness that heralds true fortune to those patient enough to see the brilliance. After all, when opportunity knocks, there's no better answer than investment!"

Well, the ponies couldn't argue with that. There was even a couple murmurs of agreement, and the assembly was rapidly growing.

"How, you may ask, is our product more superb, more splendorous than the next? Well, how smart of you for bringing it up, I see the ponies of Canterlot are much more in tune than those in the ditches of _Manehatten_." He let himself smile at that one.

Chorally, the entire group gave their opinions on Manehattenites.

The shaggy haired colt put up a hoof and everypony quietened.

"I not only give you _my_ word," he knocked his hoof on the wood of the booth. "but allow for the unknowing consumer to give you _her_ say. If she sees it as sublime as my brother and I, there cannot, logically, be any doubt to this miracle of ingenuity! Fair's fair, Canterlot?"

They stomped their hooves in delight, laughing and squabbling over who saw these dynamos first. Flim grinned at Flam.

"Now," Flam said to the filly. "If you wouldn't mind using this apple to make some delicious cider?"

Poppy looked at it. "… How do I?"

Flim swung his head to the crowd empathetically. "Isn't that always the trouble?"

"Not anymore!" his brother assured. "Haughty apple farmers would have you believe cider is a '_seasonal beverage_.'" He scrunched his tiny face in mock. "Humph. But, what if I told you that it was possible to make your own, year round?"

"Lunacy!" cried a dark mare.

"This is madness!" roared a stallion.

"This. Is. _Reality! _Not only does the Super Speedy Cider Squeezy Seven outmatch its predecessors, and its, ah, _competition_, heh, but each glass is guaranteed to satisfy, stupefy, maybe even change your life."

"It's possible." Flim grinned, raising his shoulders.

"Plausibly possible!" Flam shouted, his enthusiasm getting the better of him as he elbowed the stack of cups behind him. They spilled to the ground.

He tittered, "Um, what an exciting offer, huh folks?"

He got his laugh from the crowd.

Flim grinned wide, slowly ducking down.

Expectantly, Flam turned on his volunteer. "Let the show go on, sunbeams."

"How do I work this fantastic machine?" asked Poppy, laughing an odd, squeaky laugh.

He detailed the inner-workings of the mechanism. Being careful not to get too technical, for the tykes of course, he disclosed the bewitching, unconceivable, I-can't-believable synchrony in play (sparing details like the duct tape and sparkle glue). He got a little wrapped up in it, but he turned back to Poppy with a thrilled smile. "All you have to do is put the apple in the slot."

"Oh." She picked up the stem in her teeth and motioned to the machine. "Jush thad simple?"

"Yep. Simple Simon," he laughed. His cheeks stretched as he smiled.

Poppy Petal tossed the apple into the open-faced grinder, and sooner than she could blink, it was sucked away into machinery. She laughed delightedly to Flam, a hoof to her cheek.

Flam blinked, and snickered with her. In an off moment, but for only one, their laughter felt private. A little like the privacy of a playmate, or a schoolyard crew of chums laying down aces and spades.

An exceptionally off moment, but it gave him confidence.

He turned to beam at the rest of the crowd, and shooed the frog lumping his throat. "Ladies and gentlecolts! Young, old, and otherwise; witness with me the product of your affections, the attraction of your fever, witness _cider_."

Baited, the audience leaned and stretched, jabbering and tweeting like a nest. A chilled wind swept their legs. They could smell the tartness, the sweet apple flavour, their taste buds revved with daydreams prickling. Then, when they stood on the tips of their hooves, a steamy tendril of fluid fell from a nozzle to the plastic cup below. Instantly, nopony could take it.

"I'll buy!" hollered a fluffy mare.

"No, I will! I'll buy two!" a slim stallion erupted.

"Not if I buy them out first!"

Clamour ensued, obnoxious, beautiful clamour. Flam's heart leapt, hidden slyly in a genial, boyish smile. A genuine smile. Ponies rumbled for his call. They wanted to buy him out. They wanted to _give_ him their wallets and let him walk away, a free colt, no time-outs. They bayed for his whimsy, and applauded his showmareship. By golly, they loved him.

"Form a line, form a line, Canterlot!" he called with glee. "No need for panic."

As the first straggler got through, the booth behind Flam flipped over – _CRASH _- making the customer jump back. The clamour turned to gasp, and then silence.

Where the booth had been, Flim sat in brown puddles, rubbing his horn to stop it from twanging. Nopony had noticed, but the cups he'd gone to retrieve were already stacked away. Spilled out around him, jugs of cider blubbered their contents, "_Sweet Apple Acres" _hugging the sides of each.

The Super Speedy Cider Squeezy Seven had overturned. And was hollow.

A colt in the back shouted out. "_Elements alive!_" Aghast, the crowd gawked at them, some in injure, some offence.

Flim gasped when he saw what was sloshing in his coat. "No! Please, I didn't mean to do that!"

A deeper rage snarled.

Flam's throat muscles clenched. "Folks! Folks, if you will we could- _AH! _Don't! Canterlot, wait!"

A pony launched an apple at Flam's head, so barely missing.

"They're bamboozling us!" Poppy's coltfriend was red across his icy-pale nose. "Those tricksters, they were faking the whole thing!"

This cavalry of clatter came from mouths, rising indignation. Slow broiling temperament, spite sprinkled down on them as fuel. They were forgetting their marvelling, they were metamorphosing into growling gruffing animals, a whole crowd barking at two colts.

Poppy's eyes narrowed. "You were bamboozling me?"

"Well-" Flam switched his glance to Flim. "We- I-"

"Why would you even do something like that?" Her head shook a little. "

"_Crooks_!"

"_Connivers_!"

"_Swindlers_!"

"_Cheats_!"

Flim shouted at his brother, "Scram, Flam!"

The Flim-Flam brothers hit the ground running. They left behind their contraption and their wooden booth. They galloped, their shaggy hair bouncing, their bowties trembling in their collars. In their speed, the wind frosted their ears and numbed their snouts. The small patter of their hooves grew as they distanced themselves from the mob. One and other racing, they dashed in allies and openings they could squeeze into.

Flim lifted diamonds, shooing his brother to scramble through the loose fence. He thought he heard the shouts coming closer.

They barrelled down the main concourse, Canterlot Castle ahead of them. Rumbling carriages migrated to and past the path to the golden gates. Flam shot to a carriage heading to the spiral tunnels of the mountain, the great rocky yawn. Flim followed after.

As carefully as was possible, Flam climbed the wooden beam backing pulling Flim up after, even their little weight shocking the wheels. The carter, evidently, didn't catch on, as he continued rolling.

"You don't think they'll find us, do you?" Flim coughed. He sniffed in the frigid air to cool down the burn behind his chest. He flicked his glance. "Flam?"

His brother was faced away. He made little gasps and whistles and sniffles as their hinds were brutally walloped against wood with every pebble in the road.

Their carriage came into the enormous cave and soon, Canterlot was shrinking away. It was behind them now, and the full moisture and darkness of the throat-like cavern ate them up. In the dark, Flim threw a weak, affectionate punch at Flam, grazing his cheek. With gusto, this colt softly crooned, "Next town, brother?"

Flam didn't move. "I want outta the business," his little voice came.

They sat on the rumbling carriage for a long interlude. Flim's mouth was locked slightly ajar and his green eyes searched the back of his brother's head for the truth. He could only come up with a frailly spoken, "Why?"

Flam bit hard on his tongue. "'Cause …"

His brother's brow hardened to rock. "'Cause what? We've been run out before, plenty-a-time."

The tears began afresh, so hot they should've been steaming. "I wanna go home."

"I hate it there, _you_ hate it there," Flim complained. "I thought we'd come to a consensus."

Flam said nothing.

His brother grunted. "Hey. Come on, already. I don't do drama," he stage-whispered. "What's the hoo-ha with Canterlot? They're nothing! Zilch, I tell you, Zilch. Don't do this to me, Flam ... Come on. Dream up any other place and we'll be there- just go ahead and picture it."

He took Flam under his arm and pointed his teary face upward, gesturing to the ceiling. "Uncle Filthy hooks us up with another barrel of Sweet Apple cider, you n' I fine tune the blue prints, _bippity-boppity-boo_, we're gangbusters! Just like that!

"The Flim Flam name spreads around, and hey- suddenly Canterlot sees we're not so bad after all, and they're on board, too, and everypony else who ran us out. They'll put us on those billboards outside a town, you know the ones, we'll get our pictures taken.

"Barnyard Bargain's business will triple, and when we head for home Uncle Filthy won't know what to think. You don't wanna miss out on that because of _Canterlot_, do you? We can go anywhere we want now."

With wilted enthusiasm, Flam smiled for is brother. "Let's go, Flim."

Flim hooted, chuckling, "Hey-hey! Alright! Let's go, Flam!"

It would be a little while later, but at night, bumping along the countryside with his brother asleep on his shoulder, Flam thought about Poppy. Somehow, she'd settled into a far, comfortable corner of his mind, resting there, waiting patiently for him. A good place. He thought about her. How she'd been so darn kind. That was it. Kind.

It was really rather peculiar, the more he thought about it. He'd known kind ponies, just, you know, rarely. Scarce commodity.

Staring at the starry sky, he smiled a little to himself. Hey, now _that _should've been what they were selling. There was a good market for ponies who could use it.

_Yeah_, he chuckled, liking the idea. He let himself smile to the moon and he shook his head. _Let's sell some kindness._

After that, Flam let himself lean on his brother's head to settle in, let his tired eyelids slowly sink deeper as the spangled sky above spat fat, fluttery snowflakes. His flannel shirt might as well have been paper, but Flim was pretty warm. The bumpy carriage ride took the brothers Flim Flam into the small hours of nighttime, fast asleep.

* * *

Edited by Delta93 of


	2. The Great and Powerful Trixie: Fraud

FRAUD

_The Great and Powerful Trixie Lulamoon _

As though possessed, Trixie bangs with the knocker on the thick oak door and sits back. This isn't a place she hasn't been, but not one she wants to be, either. She can just as easily slip away now, her reconstructed wagon is parked right behind her, if any trouble she come of this it would be simple. A strange desire to see this visit through quells her anxiety.

The magician waits on her haunches, becoming more and more certain that this meeting was a bad idea. She knocks again. "Open sesame, Twilight Sparkle."

The purple-eyed face appears, her home's light hid behind her like the sheepish, sleepy sun behind the protection of the hills. She's wearing a purple, argyle cardigan, assumedly for the occasion, what little of one there is to dress for. The librarian wastes a moment on a frown, then promptly steps aside holding the door. "You'll have to forgive me, Trixie. Welcome. Hello."

Trixie grimaces and murmurs, "That was the most underwhelming yet … _but;_" she announces, trotting in. "you're forgiven. I can make do."

"Pardon me?" Twilight looks on after her, shutting the library's door.

Twilight's houseguest takes a sharp breath in before exploding into pink dust and sparkles. She reappears atop the table in the center of the room, where the horse bust used to be. "Revellers!" She looked around finding only Twilight. "Revel_ler!_ Heed me! For you, are about to take witness, and note for future generations, of the Great," _chitty-chitty-bang-bang!_ "and Powerful," _whimmy-wham-wham-wozzle!_ "Trixie!"

She throws down a spree of firecrackers, which singe Twilight's rug and dance as they cackle along with the magician.

"Trixie!" Twilight shrieks, staggering back from the path of a writhing firecracker, stumbling until falling painfully on her rump. She scowls and frantically rubs out the small flames. "Are you insane in the membrane? We're in a very flammable tree! More importantly, we're in a library! Your stage magic is more suitable for- I don't know- oh, _the stage_."

"For your information, it's not 'stage magic,' it's called class." She hops down to Twilight's eye level and tosses her cap onto Twilight's horn. "_I_ refuse to enter any establishment without a little recognition. Suitable of a pony of my prestige, you have to admit."

Twilight attempts to stop glaring, levitating the hat to a rack by the door. Tiredly, she rubs her neck. "Okay. How's your stage show been in Las Pegasus?"

"I run that town. I am their queen now."

"Oh?"

She chuckles in delight. "You wouldn't believe it. Before Trixie arrived, Las Pegasus was hardly on the map. A dust-bowl of woe and unentertained ponies; but now," she trumpeted before losing herself in a fit of giggles. "it's absolutely perfect.

"They love my magic. They treat Trixie the way she should be treated, as a treasure. Soon, all shall follow; we're building the town up, putting in some of those casinos- _and_ an amphitheater just for Trixie and Trixie key chains."

Twilight's tickled by the idea as she leads Trixie to the stairs. "Wow, great. Building up a town must be a lot of work, though. You're actually helping, or …?"

"The Constructive and Hard-hatted Trixie does her due," although she says that in a quick manner that suggests otherwise. The unicorn hesitates. "And, yourself, Princess?"

Twilight pauses at the top of the staircase. Trixie stands half-way up, holding back her breath soundlessly and looking to the top of the steps with pompous disinterest on her face. The feathers beneath the princess's sweater ruffle noisily as she shifts her eyes away. "I'm well. I didn't know if you would've-"

"Sparkle, please." The magician pushes past the alicorn, emerging from the stairwell in the foyer of Twilight's private library. As she wanders slowly, scanning the oaken shelves with little curiosity, there's a degree of coolness in her voice. "You didn't drag me back here to catch up, did you?"

With all seriousness, Twilight nods. "No, no, you're right. I brought you here for tea."

"That's what I thought."

Her cover blown, Twilight abandons her clothes and stretches her wings. "Owlowiscious," she beckons to the hall. "we have a guest."

The owl glides down with a sagging bindle in his claws. Swooping up to the bedroom, he lets down the tied blanket for it to unfold into a table cloth and place setting for two, on a table waiting where Twilight's bed should be. As the two trot up the steps, Owlowiscious ornaments the table with ornate dishes. A matching teapot floats beside them in his ready talons.

Trixie seats, her cape pluming theatrically around her.

"Green tea?" the princess offers, gesturing to the pot.

Trixie raises a brow particularly. "You had anything else in mind?"

The spout leaks a liquid grass into their dainty cups. Trixie takes it with her levitation, sips at it, then swirls it idly beside her smirk. "So, I came here, Twilight Sparkle."

"So, you did," she mumbles into her steaming cup. It warms her muzzle swelteringly. Twilight looks up from it. "This is dire. I'll out and say it to begin with because there's no use in telling you anything else." She leans in. "When I die, I want you to do something for me-"

"When you- _say that again?_" Her magic sputters, spilling green drops.

Twilight puts down her cup with a flattening sigh. "… Maybe that isn't the best way to do this." Instead, she pulls out a round tin from under the table and smiles genially, removing the lid. "Sugar cookies?"

Trixie pushes the tin down, wide eyed, but Twilight shoves it back with an urgently insistent smile. Raising one out with her magic, the unicorn seems to be shocked solid.

"I'm sorry," Twilight laments. "Forget I said that. I meant to say, my friends and I are under some pressure right now. It's tough. We're hard-pressed with our assignment, and none of us seem to have the answers. Sometimes we don't think there are any. Or, any right ones."

"But- you're a princess. You're still in school?"

"Not anymore. It's a different kind of assignment. I did come here _originally_ to study abroad from Canterlot. I never told you that in my letter's, I guess, but it might be good for you to know." Twilight slightly winches, smiling. "I was Celestia's faithful student. I studied magic and friendship under her."

Trixie takes a breath-

"That's not the part I need you to believe," she interrupts. "Princess Celestia sent me to study them, so we're friends. I- " She pauses. "Wait, no- I mean, I was sent to study what it's like to be friends with them, to understand friendship."

"Because nopony else would?" Trixie gasps in realization, "Is that why the fat newt follows you around?"

Twilight's lip quirks up in an irritated clump. "He's not a newt. He's my assistant. And _no,_ they're wonderful ponies, and he's a wonderful dragon, whatever the reason we became friends in the first place." Twilight sits back. "If you don't insult them again this will be easier for the both of us."

Trixie scoffs. "If you'd get to the point it'd be a lot easier for the both of us. What does this have to do with me, Sparkle? What do you want?"

She breathes in heavily. "The princesses have asked my friends and I to select our successors. Maybe it was too close a call with Scylla and Charybdis in the strait. I don't blame them exactly, I was petrified when my friend Applejack … fell into the sea. And when Rainbow jumped after …"

"Scylla and Charybdis?" she says, as if begging Twilight to think of something more entertaining. "Oh, Hoofdini's ghost- you're lying to impress me. Badly. Everypony knows-"

"I know. You don't have to believe me with that one, either but," a breathy grunt ends her thought. Meekly, her head turns slightly sideways as she she asks, "have you heard about the Elements of Harmony?"

There's a crease in her forehead. "Trixie hears of many things, from many ponies who worship Trixie."

Twilight blinks slowly, then sighs. "Alright, the Elements of Harmony are ancient, embryonic forces that work together to-"

"I _know_," Trixie declares. "but the Elements aren't magic enchantments, or possessors, or even amplifiers, they wouldn't be that easy to find, if anypony ever found them. Even for a princess." Her nose scrunches slightly with the word. "No matter how far you've come with your magic, the Elements have been lost for a thousand years."

"A few years ago-"

Trixie glowers at Twilight. "_Furthermore_, don't think you can trick the Trixie just because you did once. I'm not a gullible mare, and I'd thank you give me a little bit of respect. At least more credit than this. _I've_ been performing longer than you've been doing- _whatever_ you do when I'm not here. Trixie is a _master _of the arcane arts, a showmare_, _she knows stories you'll never find in your books- Trixie has _lived_ them. The Great and Powerful Trixie-"

Twilight slams her hooves on the table. "Do you want to be the next Element of magic or not?"

Trixie takes a second to focus her eyes back on Twilight. Loudly, she contempts a squawking, "Ha!"

Twilight recoils in rage. "Don't _laugh._"

Tickled with glee, the showmare takes on a smug look and rests her head on her hoof on the table. Silent chuckles twitch her shoulders as Twilight talks in a quiet, contained voice, sounding as though she's trying very hard to discover something.

"This is the most surgical selection process in existence, and I don't even know how it works, but it does, and if I choose you, you have to take it seriously. Equestria relies on you. The princesses, your friends, your family, everypony you've ever known, and even the ones you never will.

"There's so much power behind it. Sometimes I think everything you do has a consequence for somepony else, even if you never know you did anything. It's worth it, though. It's so worth it. Being a representative of Harmony is the most fulfilling-" Twilight grunts, "would you _stop_ laughing at me?"

Trixie sniggers breathily. "This was all I wanted the first time we met, you know."

The princess is taken aback. "Wh- my Element? You knew?"

"An admission of my superiority," she giggles. "If you'd done this earlier, a lot of hardship could've been avoided. A lot. Was that really so hard for you?"

Twilight bristles, "Why do you make everything into a competition?"

Trixie waves her hooves dismissively. "Oh, one more and I'm done. Finish this for me: what's the definition of the word upgrade?"

Twilight's nostrils flare. "Trixie."

"Hm?"

"Stop talking."

Trixie crosses her hooves, her chuckles turing harsh. "Why? Why invite me here in the first place? Tea and tulips? Verily, Trixie hasn't seen anypony try so hard, and for what? All I want to hear is why I deserve it." She smirks as though savouring the words: "It's because I'm better than you, right? Maybe you can't admit it, but it has to be true."

After a moment of holding her breath, Twilight softens, sitting back in her seat and looking directly down as if trying to see her own cheeks, or solve calculus equations written on the floor.

"Oh, what's that look for?"

"When I invited you I didn't think you'd come. But, out of everypony, you did, we're here ..." Twilight takes in a sigh as if her chest is constricted, in a staggering, light-headed fashion. As if it terrifies her she murmurs, "You could be my successor."

Trixie frowns. "But, of course. Trixie is best. At everything. Her b-ball skills and mad lyrical rhymes rule the underworld scene. She also does magic."

"Stop talking," mutters the tea-party host. Her jaw hangs slightly ajar as she takes in the proportions and ramifications of her own words.

Unhearing, Trixie takes a sip of tea and smiles, doing some contemplation of her own: "It's true, then. Since I'm the new Element of Magic, I must really be the most magical unicorn in Equestria. Only logically. If the rumours are true, and you do have the Elements, of course."

Twilight's eyes flick back to Trixie, and she grunts. "There you go again. Why would I make something like this up? I don't have that much spare time."

"Well," she muses. "if, in fact, anything you say has validation, why not give me your Element now and save the ink on your will? Funerals are always messy businesses, you wouldn't want me to bother your grieving friends and family with a little matter like '_the Elements of Harmony_', would you?"

"I-" Twilight scoffs. "Oh! _First _of all, I told you to stop talking. Second of all, _I told you to stop talking_." Twilight's shoulders are slightly raised around her neck, in offence or maybe even hurt.

Trixie's eyebrow raise. Her lips perk in an amused little smirk, but she remains silent.

"Thirdly," she continues, shoulders falling. "I don't decide when to give it to _whoever_ I decide to give it to. Logically, it would happen when I've passed away, but the last bearers didn't have to, so I don't know. I guess it happens when it needs to happen."

"Uh-huh."

Exhausted and exasperated, the princess sighs, "_Trixie_."

"You realize I'm not stupid, right?" She scowls. "I'm a magician, I've read volumes about Harmony magic, what it did for ponies. You're no Element. Nothing to be ashamed of. They belong to the royal sisters, and even if you're a princess now, Princess Luna was the Element of Magic, and there's no reason she wouldn't be still, now that she's returned."

"It's- I can't explain it. We needed the Elements to save her, but we didn't steal them. We were meant for them just as much as the princesses."

The Great and Powerful Trixie groans, "But, why _you?_ Stop acting so sanctimonious."

"Sanctimonious?" Twilight's ears fall. "It's not because we're better than anypony. I … sorry, I didn't mean to sound that way. It's important to me, if nopony else."

"Hm. Fine and good, but I don't know how reliable your word is. If you have no proof, Trixie will leave in flurry of insult for having wasted her time. But, if you do," She raises her chin. "let's see it."

"My Element is in Canterlot," she mutters.

The magician stands and levitates her hat from the rack across the room. She doesn't waste time on a wave or a nod goodbye. She doesn't even look her way."I guess you'll have to try harder next time, Princess."

"_Dear Celestia, please …_" As Twilight watches Trixie speed from the room, she massages her eyes. Her guest must have noticed by now how bloodshot they were. She takes in a breath as Trixie reaches the foyer stairwell, and frowns to her herself. A frown without remorse. "Don't leave yet."

"_Trixie is leaving_," she sings with her hooves clunking down the stairs.

"I need you to listen. Please." the clunking continues. Twilight sighs, and wearily offers, "I'll grant you anything you want. I'm a princess now, so ..."

The clunks stop, then revert and race back up. In the foyer, Trixie looks up to Twilight and the tea table. "Anything?"

"Okay," Twilight mopes.

She sniffs, raising her chin to the air and shutting her eyes. "Trixie finds your offer pitiful." She opens one eye and bubbles, "But she's always wanted to take pity."

"Well, take pity where I don't have to speak so loud. I don't know if Spike is home yet."

Trixie skips gaily up the stairs. She looks as though she might be singing a song about Twilight Sparkle owing her one in her head. Twilight's frown sags ever deeper.

When Trixie spins around and seats again, her face is reminiscent of foals at the beach and her voice is as bubbly as soda. "Trixie's patient, compassionate ears are yours."

"Thank you."

Actually concentrating on Twilight, Trixie's smile lessens. "Your face." she says.

Twilight looks at her dully. "I don't owe you one if you interrupt me again. That's a new rule."

"Fine, fine," this is allowed because Trixie sees age in Twilight Sparkle's face for the first time. Real age. Twilight's the elder of them both, but by such a small margin that this is jarring. An overall tiredness. A slight droop in her ears, a darkness framing her eyes.

This isn't a pony who could've done any of the things Twilight had to Trixie. This pony is suffering, isn't she? Trixie owns up to her end of the deal, deciding there isn't anything else she needs to say.

Twilight goes on. "Alright. I may not be able to convince you of anything. That's okay. But, I know it's somehow important for me to talk to you. Whether or not you're the next Element, you came. I know you used to hate me, and even though I never tried to, I impacted your life. So, I'm sorry you were hurt."

"… You've accepted _my_ apologies."

She nodded once.

There's silence.

"You never answered my question, Twilight." Every word she says is perpetually quieter. "Why me?

"I don't know. The same reason you came?"

"Trixie came because she thought it would be funny. This isn't as humorous as she'd hoped."

"Uh, sorry," Twilight studied the oaken floor, and rubbed the table top idly.

She shrugs slightly. "Trixie forgives you."

Twilight looks in Trixie's eyes suddenly. "_Would _you be an Element, if you had the choice? Seriously. You know what that would mean?"

She softly scoffs. "What a stupid question. Were you ever asked that?"

Twilight groans, and her head falls into her waiting hoof. "No, that's my problem …"

Trixie laughs. "There's no need to be short, we're supposed to be civilized at a tea table."

"Well, you don't answer any of my questions with yes or no. If I picked you, and if it _was_ you, could I trust you to take care of Equestria and the other future Elements?" She narrows her eyes. "Answer as honestly as possible, yes or no."

After a moment considering it, Trixie's brows knit. Her eyes flit down to her left. "Yes. Without fail. So, you've officially picked me? The _obvious _choice?"

Twilight smiles. "That's not something you're supposed to ask in a job interview. But you're a good applicant. Wish I'd gotten that resume, though."

There's another silence.

"Perfect." Trixie stands again. "Trixie has heard enough, and if you have nothing left to say, there's the matter of _your_ end of the bargain."

"What? I- oh." The princess sinks in her seat. "What do you want?"

"Among the many things Trixie wants, she'd prefer a quest."

"Huh?"

"A quest. You're a princess now, if it comes from you it'll mean something."

Twilight narrows her eyes, trying to understand. "What? Why?"

"Whether or not you give Trixie the Element, she has incredible magical abilities and since the Great and Powerful Trixie's career has stabilized ... I want more."

The princess's features neutralize. "I- sure. I'll get back to you on that. I might have the perfect one."

"Excellent." Trixie places her starry hat on her head. "If that's all, Trixie should be leaving. Adieu, Princess."

Twilight motions to the window next to the table. "It looks like it's going to rain, you could wait it out, if-"

"And suddenly Trixie is gone!" and a smoke bomb fills Twilight's bedroom with throat-clogging pink gas. The princess chokes on it, swearing. By the time the smoke is clear, she can hear the front door slamming shut.

Twilight chokes down more tea to stop her coughing fit. After a moment, she clears her throat, and without a breath in between, pours another cup. "She's gone, Spike."

Above, the rafters groan. "How'd you know?" He comes down clinging to the bookshelves, very careful not to disrupt anything. As he's grown, Spike's been more inclined to climb things and sleep in weird places around the library. They've found out the hard way that little dragon boys are more rambunctious than dragon babies.

"Twilight," he begins.

She laughs tiredly. "You know, I'd pick you if I could."

"She doesn't deserve it, Twilight, she's not half the unicorn you are. Alicorn. She never will be. I don't care what kind of magic she can do, it doesn't mean she can represent the spark of friendship." He snaps his claws for affect.

"Believe me, I get it."

"You don't if you're picking her," he mutters coldly. He sits down in Trixie's place, taking a cookie.

"I'm not sure _I_ am. I don't think I am. I can't explain it to you, it's one of those things you just have to feel for yourself. It's being a spirit of Harmony. There's a perfect balance between the host and their Element, but, well …" she rubs one hoof with the other. "sometimes it's hard to tell where a motivation or desire came from."

"What?" You've never said that," he grumbles.

Twilight shrugs. "_These days_. I think, if I had to guess, as the bond of our friendship grows, the bond with our Elements does, as well. It feels like it, anyway."

"Makes sense," he nods. Probably only to humour her, but maybe he's just too consumed with the cookie tin to find objections.

"It's not like the Element assume control or anything silly like that, but I can sense when ... oh, how do I- since it's sort of this energy I tap into, I can tell which way its flowing. Oh, that doesn't make sense, either." she spins her tea cup as Trixie had, and studies it. "I don't know why, but the Element is making me choose her. Well, not making me, we agree ... I think."

Vaguely, Spike's expression fouls. "Are you sure that's not gas? It could be gas."

"I know my Element, Spike. It's gravitating towards her, for whatever reason. Maybe-" she scoffs, "maybe not having anything to do with being my successor, but something. I think she feels it, too."

Spike puts down the cookies and looks at her earnestly. "Twilight, she's almost the same age as you. How much longer could she carry the Element than you could?"

Twilight rolls her eyes. "I don't know. How much longer could _I_ carry it than an immortal pair of royal sisters? I don't think the Elements are vain, Spike. They choose who they choose because ... well, if I knew that, these Elemental interviews could be a lot more efficient."

"Well, no doubts there." he says through a double-chocolate chip. "Any of the girls find theirs yet?"

Twilight puts out her hoof, like it was exactly what she was thinking."That's the thing. None of us have. Fluttershy says she has a hunch, but she's been saying that for almost a month, and nopony has seen Pinkie anywhere for a week. We hope a search party would attract her, just because, you know; Pinkie.

"Applejack seems to be pretty relaxed with all this, so maybe she has, but you know, if we ask her about it, she just gets distant and soul-search-y and we have to change the subject.

"Then, of course, Dash … well, Scootaloo doesn't want it, but Rainbow keeps throwing it at her. Her actual Element amulet, I mean. Scootaloo has bruises on the sides of her head. She's going to give that young mare a concussion."

Twilight takes a breath, but stops herself, looking at Spike. After he motions for her to continue she lets it out . "… You haven't talked to Rarity?"

"I was gonna head over toni- _wait_."

Twilight held up her hooves. "Talk to Rarity."

"Seriously?" He points to himself, horrified.

"_TalktoRarity_," she repeats, eyes wide. She wasn't supposed to say anything to him. She's promised. Pinkie's going to _demolish_ her when she gets back.

Spike slumps in his chair, loosing focus. "Man …"

Twilight levitates a grand tome to their tea table and breezes through the pages. She'd ordered a new _Elements of Harmony: A Reference Guide_ after finding hers hollowed out by Discord. Her features sink into grieving over its laminated pictures and empty phrases.

"None of these choices make sense," Spike objects loudly. As if electrocuted, his torso jerks up. "I don't know Scootaloo that well, but why not Spitfire? Or, um, Soarin'? If age doesn't matter, why not? And me? Rarity _can't_ think that's a good idea. That's too much responsibility. I'd do anything for any of you, but I'm not-"

"You'd make a great Element of Generosity," Twilight argues. She does that with enough edge in her voice to make it final.

"Whatever," But he looks at her, and says it with this ridiculous tone in his voice. "the one I can't understand is _Trixie_. I mean, that's just," he even laughs. "Twilight-"

"Alright, Spike," she says loudly. "maybe I'm wrong. Maybe she's not!" She flips through the Reference Guide. "I don't see anything in here! There's no criteria, I can't give her an entrance exam! It's not a science it's Harmony. And I have to know that it'll be okay when I'm gone."

"If you're gone," Spike amends as automatically as he has for the past two months. He crosses his arms.

"If. The most troubling thing is that nothing feels wrong with the idea of Trixie being the next Element of Magic. She fits. If there's requirements, it's these inclinations I keep getting that she has something to do with it."

"She _doesn't_ fit, Twilight."

Twilight stops on a page in the guide, a place she's bookmarked with a photo of her friends. She watches over them. Naturally, she smiles, but then something- a thought- flares inside of her and everything around her seems to freeze. Fearfully, she looks at her assistant. "Spike … I didn't, either. It's why she's perfect."

* * *

Edited by: Delta93


	3. The Shadowbolts: Demons

DEMONS

The Shadowbolts

_"Shutterbug, the Equis Chronicle! Is there any truth in the rumour that you had an affair with Prince Blueblood?!"_

"_Freelance, Ponies magazine! Does Spitfire have a grudge against Princess Celestia?! Inquiring minds want to know!" _

When the crowd of ponies tumbled out to the red carpet walk, their noisiness gave way to shocked silence. Their cameras and tape-recorders fell, and they stopped to stare around. Dumbstruck. Flags of panic snipped up their bellies the next moment when they processed all that they were seeing.

It was night outside in the middle of the day.

Spitfire had to admit, seeing the paparazzi squirm put a smile on her face. Behind their clamours, their blinding camera lights that had equipped her wardrobe with many sunglasses, they were awkward and shifty_._ Juicyrole-reversal. Spitfire herself was unphased almost entirely, but including even her wonder team, she was the only one.

"Cripes," said Fleetfoot behind her. She stared up at the stars with her mouth flapping open. "Boss, there something I missed here?"

_Rookie mistake, _the Wonderbolt captain thought with a paparazzi ponies gaped fearfully at Fleetfoot, who could only provide a slanted grin and a nervous chuckle in the way of reassurance.

Not knowing a thing else to do, one of the reporters sprang forward and stammered, "Uh- _Star Struck, the Manehatten Times! What are your comments on this new revelation?"_

Soarin' opened his big, fat mouth to say something, but Spitfire plugged him up with a hoof. "No comment," she commanded.

The other reporters followed Star Struck's lead and began babbling with revitalized frenzy, sounding much like a flock of geese. They shoved recorders into faces, they blockaded paths, and they filled Spitfire's eyelids with sunspots, even with her sunglasses.

She knew she'd be circled by them for hours. She made a smile for the cameras. Flashes. If they got Soarin' going, she'd be trapped even longer. Which, of course, took about two seconds.

Her eyes returned to the sky. The sinister sky.

Spitfire loved _Do Not Disturb _signs. Enchanted by unicorn inn keeps or maids, these kept the bad out and kept the good in. Nopony could enter their room without their consent, media included.

With wayfaring ponies unable to see in the dark, there would be no vacancy in any inn for miles. For anypony else. Government-funded air aces, however, had badges and sparklers they could flash for easy access.

Soarin' and Spitfire took a suite together. They'd stayed in a lot of places like this- motels, inns, lodgings- even before they were Wonderbolts, so it wasn't a new arrangement or anything scandalous. Both being of highest rank, they could call dibs on bunks, anyway. And, to be honest, by then, they had trouble sleeping apart.

Soarin' kept going back to the window, pacing the floor like a rodent in a cage. He'd pull back the veil, _tut-tut-tut _his tongue and shake his fluffy-haired head. After a while, it grated on Spitfire's temper. On maybe the fiftieth time, she slammed down her hoof. "_Soarin'_."

"Spitfire," he said, gazing out the window.

"I'm _asking_ you to stop doing that right now."

He groaned, "Spits, I don't like it. Look at it out there, that wouldn't even be normal in winter. It's never that dark."

"I don't know what's going on, either," she murmured as she brushed down her coat in the wooden vanity. "But, you know, the princess never really makes a mistake, now does she?" She smiled devilishly.

The lieutenant's brows pinched together. "But, what if it's trouble? Seriously. It's _night_ out there." She didn't seem as impressed as him. "Oh, come on. Everypony knows something's up, why aren't you as stir-crazy as the rest of us?"

Because she'd been brushing her teeth while Soarin' was speaking, Spitfire gargled and spat before answering. "Well, I'm smart, for one. The Royal Guard is on patrol with the princess, and you know them."

"_Goodie-goodies_," Soarin' groused, crossing his hooves.

Spitfire smiled. "Even if something evil got through the Guard, I don't think there's any threat out there more powerful than the sun. You've probably never seen it, but she has some pretty powerful magic stowed away. She can take care of herself."

Soarin' kicked off his flight suit and grunted. He knew she wasn't in the mood to humour his opinions. She was right. He could get as red-cheeked as he pleased, but it wouldn't change that, nothing would. This happened aggravatingly often.

Spitfire laughed, "Get away from the window."

He followed orders. Spitfire watched through the mirror as the lieutenant sat on the bed, hooves rubbing his knees. Then he started playing with his Wonderbolt dog tag, a tendency he picked up on their first mission overseas, and for the first time, she was worried.

She remembered that first week. The mission had been to ease tensions in relations between a tribe of savages and the Minotaur polis of the south east, which is to say, nearly impossible. It hadn't exactly gone well; the Wonderbolts were nearly prisoners of war.

She and Soarin' had only made the team a few weeks before. It was when the gravity of their job set in – the first mission usually was.

Spitfire had pulled a lot of strings to get in Soarin's company, _high-up_ stings, but that was the week she knew it was all worth it.

She sighed, and her shoulders fell in the mirror.

The Captain put her goggles on the vanity before she flew to her bed, left of his, and threw a pillow at the back of his head. She waited for a reaction as the tiny white feathers cluttered his bed. Soarin' made no move.

Spitfire crossed her hooves. "We're staying here, Mopey. There's nothing we can do."

"There's always something we can do," he amended, turning his head just enough to look over his shoulder. "I don't care if it's something stupid and hopeless." He turned back to the window. She heard a tiny jingle as he fiddled with his tag again. "We're Wonderbolts."

"Trying stupid things doesn't help anypony," she dead-panned.

He shrugged. "Makes me feel better."

Spitfire sat back against the headboard of the bed, her eyes raised, crumbling her forehead as she took a deep breath. Her eyes shut as she sighed it out. "Well … what stupid and hopeless thing do you suggest we do?"

He rubbed his neck instead of coming up with an answer.

"I'm not going to Canterlot tonight," she told him.

"What if _I _did?"

She turned on her side and propped her neck over her folded foreleg, and put on a heavy, dubious gaze. "You're going to go all that way? Tonight? All alone?"

Soarin' flopped backward and looked at her upside down. "_No_, but at least admit I'm not going out of my mind here."

Spitfire chuckled quietly, but said nothing. _If you were going out of mind, it'd be a short trip._

"Oh, c'mon, _something's_ wrong, right?"

She tried to make her shrug look convincing. "Hey, maybe it's that new '_daylight savings' _thing the farmers wanted. I heard Celestia thought it was a pretty good idea," she yawned. "Would make sense, and well, what else would?"

"Hay, I don't know," he murmured. The blood was rushing to his head, the way he was lying. He was too exhausted to fly to Canterlot, anyway, but there was the annoying matter of his conscience nagging in his ear. For some reason, it never seemed to be as tired as him.

His friend smiled a little. "Can I go to sleep?"

"_Pbbt_," he sighed, buzzing his lips. "Sure. Just forget Equestria." Soarin' rolled over onto his stomach. He crawled into an unkindly cold satin, pulling back a comforter for lavender-coloured ripples. He tore off his goggles, slung them across the room, and put his down head, snuggling into the pillow.

"Atta' boy," she told him, the smile coming through to her voice.

"Whatever," he got comfortable under the thick layers of blankets. "G'night."

She blew out the candle on the bedside, and it wasn't too long before they were asleep. In fact, they fell asleep within seconds.

"Night."

Spitfire was in Canterlot Gardens.

She was overwhelmed by the solid smell of soil. The green was impeccable. The flowers, tropical globetrotters fostered from foreign gardens. She knew this place.

Spitfire looked around and was captivated by a single tree, the only tree in sight. How large it was. How tall it was, that it went on and on and if she climbed it and fell she would break her bones. Of course, she could fly now. It was only this squeamishly familiar feeling that she should be afraid here.

At the same time, she wanted to know this tree, this yard. She had a strong urge to name every flower, recall every smell they had inside of them. She wanted to remember this place, but what she remembered was long gone and from an entirely separate angle.

[_That__'__s when she saw it below. There was the garden! It _was_ the other way around! There were the million moths!_]

There was no sky. Doming above was another garden, not entirely like the one below, but not a different garden, either. This wasn't a mirror. She knew that. The roofing was as supremely solid as the ground under her, packed dirt and stone, and it went on forever in both cases.

She had a sense that this wasn't one side of a planet, or a capsule in the midst of one, but somewhere else entirely. A plane between planes, a different instance of existence not unaligned with hers, but a place where she didn't know where she had been, or would be, but was right now, and couldn't do anything about it. An _unknowable _instance of existence, yet not unable to be experienced.

Spitfire craned her neck skyward in wonder. There were ponies dancing up there, and talking, and sitting around to chat. They were giants to her, each a good measure taller than anypony should be, colourful towers. They laughed and rejoiced together. This was a happy time. She remembered it well.

Spitfire strained to follow the path of a comet, suddenly streaking through the legs of the party guests. Brilliant red and orange streamers danced and billowed on the end of the night (because it was night there, though she could't be sure what time it is where she was standing). It was a dress, and flouncing hair: a young filly. She ran as fast as her painful shoes allowed, ran to the edge of the court, where the black fence penned off the cliffs of Canterlot.

The filly stayed there, distracted by something she saw through the cylindrical bars. Spitfire and the girl felt something at the same time, something eternally powerful on the horizon, a great _BOOM_. Thunder.

Soon, the filly wasn't the only party patron to recognize it. Party guest after party guest stopped in their festivities, in their conversations, to stare off exactly where Spitfire was staring. They were all of them still. Nothing continued, nopony could ignore.

Then, one stallion muttered, "… Rain."

Even a small utterance in the garden was booming on the other end.

And that one word ran through everypony's tongues, "… _Rain, rain, rain, rain, rain _…" In disgust, disgruntlement, disappointment, and despair. It sounded huge.

Everypony covered their heads, and Spitfire, craning her neck upward, watched rain "falling" up at them. She gasped, "_Elements alive _…"

She watched the cavalcade of water pellets spawn from nothing, from nowhere. Being so close, she felt the mist tickling her snout. She soon writhed, holding her ears against her skull. The roar of it entering the amplified world above was almost unbearable. Ponies galloping, calling to each other, the water speckling the garden's green.

While everypony else ran and hid away, the filly at the gate wouldn't budge. She was captivated by something she saw in the horizon line, a hoof to the thin, black iron of the fence.

Spitfire stared incomprehensibly at the sky, knowing by now who the filly was, even what night that was supposed to be, but not what she'd been staring at. She remembered most of this night as it happened again in front of her, but not that.

The filly tensed her haunches, unfolded her wings, as if preparing to take off, when-

"_Hey!" _another filly called_. "What are you waiting for? It__'__s pouring teacups out here, __'__Fire!__"_This was the clearest, loudest voice of all. Spitfire's head panged above her left eye_. _The world was quickly being obscured by the forming rain, coming down harder on the other end of things, but Spitfire knew who'd said that. Cadence.

_"_Ugh! Oh! Come _ooon_," little Blueblood whined, bouncing beside Cadence. "It's getting muddy. Ack! _No__!_ Spitfire!"

The entire courtyard was blurry by now, but Spitfire remembered what happened next anyway. The other two were pulled inside by a party guest and she was the last one in the yard. They were leaving her behind.

[-_the world's a changing and we're a part of the tide, but if you fall behind_-]

Spitfire felt a heat behind her eyes, and she suddenly hated this. She didn't want to remember anymore. She was suddenly struck with despair as an overwhelming sinking feeling clawed her away.

[-_she didn't want to she didn't want to no no_-]

She looked down at her hooves, and saw them engulfed in the ground, inching into it. She was _sinking_. The courtyard above was a quagmire of colours, swirling now- _sweet merciful_- a whirlpool was forming, by Celestia, a whirlpool.

Above her, a torrent of massive power surged, below, she felt her hooves stiffening in with frigidness in the ground. A giant anger broiled in her belly.

Blueblood and Cadence were herded into the Castle ballroom, the closest shelter from the storm. Spitfire remembered stumbling after them, losing sight of them as the crowd surged, and trying to forget whatever she saw off on the horizon.

Impulsively, she screamed, "Wait for me!" before she was slurped finally into darkness.

Spitfire's breathing was shuddering and shallow, swallowed by a blustery squall that slashed at her bones with frost.

She swivelled left, right, and up and down, and behind herself, but most discouraging still was just how sightless she was. There were zero licks of light in any peripheral. This was a starless, moonless night.

This must've been- she wished it weren't so, with all her energy she did, but it had to be _Tartarus_. The primeval abyss ponies knew existed, but didn't factually, entirely conceive. The cell of titans. The bone yard of criminals. This odious bane of Equis was a hairline fracture in temporal logic, in causality. And it adhered no boundary lines.

It had always been easier to imagine Tartarus as a group of islands on the very opposite axis of the globe. When she pictured them, they were tar sand shorelines, enduringly slathered by a wash of black, foaming smooze. These isles were, in her imagination, inhabited by skeletal creatures. She thought you'd hear a constant _brattle _as they moved, their bones clacking together.

Miserable islets in myths were easier to think of than this.

She felt her eyes burning in the gust. She felt it stealing her body heat, as if stealing _her_ until, by slow measure, it dawned on her that she was being frozen. Alive, if not soon otherwise. Her face, carved by anger, lost sensation, her ears pierced down by gathering ice. Her hair, her mane and tail both, seemed heavier with snow.

With burning down her throat, adrenaline and terror, she grit she teeth _hard_, and her creaky hoof reached foreword. Spitfire took a step in Tartarus. She went on, took another, got further, and again, and one more, and two- she was walking and wouldn't stop.

This painful, rigid-boned slow-gait lead nowhere, from nowhere, but moving was progression, and even in a place without cause-and-effect, something like that can push a pony to keep going.

Before she could keel over or slip, let herself freeze, Spitfire was saved. She almost suddenly had to shield her eyes from a searing, golden luminosity seeming to take in the darkness and horrible sound of that nightmare.

Spitfire had fallen on her flank, digging her hooves into her eyes to protect them. Her jaw was shuddering. Soon, she couldn't hear that bellicose roar, and everything seemed still.

"_I'm here," _claimed a frail, but warm voice. "_Please look at me."_

As mortally relieving as it was to hear Princess Celestia, Spitfire's eyes were burning in the radiance. Like a groundhog, she had to squint and rub at her eyes for several minutes of blurriness before she could see the princess.

By that time, the warming effect of standing in the princess's presence melted away the frost-bitten tremor Spitfire'd had. A soreness from shivering so hard found her back and hooves, but for the moment, her body was distracted by the warmth, and couldn't be bothered with pain. She wiped away the tears she hadn't known she'd been crying.

They were in a pasture of light. Spitfire could see Princess Celestia's magic holding together a pocket just big enough for two. The pegasus looked, and beneath her hooves there was nothing, for once, a dizzying feeling.

Technically, she wasn't standing, if she wasn't standing _on_ anything, so she wasn't doing anything at all, but then, if she wasn't, what did that mean for reality? Where did that mean she was, and wasn't? What about time? This wasn't one of those temporal paradoxes she'd heard about, was it?

She decided she wouldn't think about it.

When her full sight returned, Spitfire attempted to stand at attention for her Princess, but Celestia pardoned her with a hoof. The moment of silence focused the Wonderbolt's attention. The sun sovereign kindly rasped, "_No formality tonight. There isn't the time_."

Spitfire lowered her hoof, partly due to surprise. Princess Celestia looked sickly. That was no pretty alicorn princess. This one was old and fragile. Spitfire felt misery from gazing upon her, as any of her subjects would, because a magistrate of her majesty had never been this ruefully tarnished. Her face was craggy and pocked, her body thinned and skeletal. Her mane, at rest.

With angry stupefaction, Spitfire rumbled, "What did this to you? How did this even happen?"

Celestia's movements were glacial, even her sigh. Her magenta eyes were pleading, sapped so much of colour that they'd turned light pink. "_Nightmare Moon_."

"Nightmare- we're not in- wait, what?" her eyes scanned their barren surroundings. "How did we get here? Where are we?"

"_Don't you know?"_ Celestia asked, with a remnant of her humour. _"We're in your sleep."_

She shook her head. "I don't have dreams like this."

"_And I should hope nopony does, but this place is yours_," Celestia's voice stretched as she gandered around at the dark winds beyond their bubble of light. Trouble twitched her cheeks, but her attention fell back on Spitfire and she smiled beautifully again. "_I like to think Nightmare is influencing you." _she nodded to herself. _"Else, she could use places like this to infiltrate in ways nopony can protect you from."_

"Well, if she hasn't yet, then there's still time," Spitfire puffed out her chest and squared her shoulders. "I know the Guard has priority in Canterlot but the Wonderbolts were made to protect our homeland. You need us, I get it now."

The princess didn't seem to hear. Though she smiled, her eyes were stony, and watery with age. It was jarring to have to talk to and a little irritating. The alicorn went on as if Spitfire wasn't even there.

_ "Nightmare has imprisoned me. She wants returned to her my sister's power, she's siphoning it back at this very second. Though I won't have it long, I knew you'd need me most, and I needed to … offer … I thought …"_

The princess's gaze lost her flyer for a moment, brow scrunched in concentration.

Spitfire felt a tug at her stomach. "My Grace?"

Princess Celestia seemed as blind as Spitfire had felt. Her eyes didn't connect with anything and a tragic expression came over her wrinkly face. She shook her head and shut her eyes before she could go on.

"_Of course, you realize, this all means I cannot come to visit you anymore. There's no longer a reason for me to safeguard Luna's dream watching duties; the power is gravitating back to her spirit, _in_ Nightmare Moon. It's happening fast. Faster than I'd hoped, but-"_

"Wait, _wait__,_ please," Spitfire begged. She licked her lips as she put it together, and looked up at the princess in a cautiously scared way. "You're not coming into my dreams anymore? This is your _elaborate_ way of telling me you- you're not," she took in a breath. "so, you're just not."

Celestia leaned down, and tried to explain gently, "_I can't. My form is being leeched by Nightmare; you might have noticed I'm not as young as I used to be." _She seemed carefully sad about that, as though trying not to upset Spitfire, which annoyed the flyer more. The princess quickly hardened. "_I believe this is how Nightmare wants you to see me, most likely the __only__ reason I still have enough strength to visit you at all."_

"For the last time," quipped the Wonderbolt. She bowed her head, a respect for her monarch, but this was mostly so Celestia wouldn't see her face and the anger there. Spitfire was the paradigm of irateness- eyes as dull as a fish's, features tight. Her breathing, even if she wasn't aware of it, was shallow.

The princess put a hoof to Spitfire's cheek. "_We'll see each other on more solid terms from now on."_

She bristled, forcibly staggering away from Celestia's hoof.

Their environment experienced a flickering, light failing to darkness, tendrils of it sinking in. But, the princess held her burden. Celestia scowled as her horn pulsated, breaking out in a tenuous sweat with the effort it took out of her. She seized a deep breath that seemed to push away any advance against their bright asylum. Her mouth hung open for a moment afterward.

When she opened her eyes she was met with a horrified and apologetic-looking Spitfire. The princess smiled, coughed out a quiet chuckle at that. In her own, sickly way, she attempted to look reassuring, but a tear of sweat remained on her cheek and her wrinkles seemed deeper.

"I didn't mean it," Spitfire grunted scornfully and uttered, "I didn't know it would do that, I mean, whatever that was, I promise." She felt partially responsible. It was, after all, her dream.

"_Hm._ _I wish I could sooth your anger," _Celestia said sadly, thoughtfully, as though deep within a memory of a time when that was possible. "_Do y__ou remember how to control it?"_

_ "_I know how to control myself, Princess," Spitfire warbled softly, her head falling. "I breathe, and it gets better. I can stop myself now."

"_You've come far_." She nodded once. "_I don't doubt that. You've made yourself a wonderful life, Spitfire, a career, many friends. I'm exceptionally proud. A wonderful life, indeed. Nevertheless, I must protect you, and give you the decision to end it."_

Spitfire's brows came together and she looked up at Celestia.

The princess put up a hoof. "_Not as you think, but it could well be the decision that resolves whether you survive or not. You will have to listen to me in full." _At this, Princess Celestia's eyes were searing into Spitfire's own. It was frightening to be trapped under, and seemed to last particularly long as Celestia punctuated the moment. It got on Spitfire's nerves the longer it went mouth quirked.

Princess Celestia's voice was as firm as the bricks of the Canterlot Castle._ "I could reverse the spell. The kingdom would remember- _everypony_ would remember- everything would be as it should, and my royal guards would find a haven for you safe from Nightmare Moon. My captain would devote himself to defending you, I'm sure. _

_ "This could be as temporary or as permanent as it has to be. You know I would only ask if I knew you were in danger. Even safe in your bed right now, she can reach you. I know she can sense who you are to me, and she'll use that against me if I let her."_

Indignantly, the captain tore her gaze away. _"_Princess, I can protect _myself_." She had trouble controlling her volume. She took in a breath.

"_Not from nightmares. Even I can't do that."_ Spitfire's face scrunched in doubt so Celestia went on._ "_My _nightmares are twisted visions of the future. They,_" -she sighed briefly_- "reveal facets of time which may or may not come to pass in the same fashion as they appear … although, I haven't had one that was a complete lie. That's the nature of true fear__, I think. There is always some honesty involved." _

Celestia seemed caught in reminiscence. Something darkly hateful in her reverie gave her benevolence a new face. She glared at Spitfire as if she had suddenly become an enemy. As though Spitfire had done something terribly wrong. It was rather unnerving, and Spitfire herself was already pretty angry with the situation: this _really_ couldn't be happening.

Spitfire took to the air. She felt more in control there. She could raise herself to Celestia's height, and say, "I'm not coming home with you, I'm staying with the Wonderbolts. They need their captain, and hay, I'll say it, I need them, too. You understand. You have your kingdom just like I have my team. It's the same principle."

_ "Please, know I never wanted to take this away from you. I only worry. What would I have to think if Nightmare Moon kidnapped you? Or, used you as hostage?" _She still seemed blind, her eyes not following the direction of their conversation.

Spitfire shook her head slightly. "I'm not your responsibility anymore. I can do it, I really can, and the only reason you don't know it is because you- you can't know. You can't understand."

"You _can't understand_." Princess Celestia gazed at her with small, terrified smile that she was trying to quell. "_One day when you have your own children, you'll see I'm not as crazy as you think."_

Remembering herself, Spitfire's mouth formed a small line. She grounded and bowed her head, saying, "I respectfully disagree, Princess."

"_Hm_." Celestia smiled with maternal grace. Even in decrepitude, for a moment, she was beautiful again. Spitfire gasped silently, lips only just parted. It was such a conflicting moment for her.

The princess nuzzled the captain of the Wonderbolts, and Spitfire felt Celestia trembling. Spitfire's heart panged. It was a while before either one of them spoke, but Princess Celestia made her final decision then. When she did speak, it may have come out colder than she'd wanted, but she was absolutely sure of the way it had to be.

"_If you aren't coming with me, I have to leave you. We'll have to trust in the Elements of Harmony, now. I'm sure Twilight Sparkle will take care of it. Your work will be done_,_ Twilight _is_ capable."_

She backed out and looked up in Celestia's eyes carefully. "The Elements of Harmony don't exist." Spitfire's throat tightened finding Celestia unmoved and smiling. Her voice wavered, "Who's Twilight Sparkle?"

The princess took a deep breath, pushing a hoof forward as if pulling the air out. A knowing smile emerged on her face, one of acceptance, and fearlessness. Her wrinkles settled into an expressionless calm.

When her eyes opened again, she stared beyond the Wonderbolt. For one moment, a singular moment, a deep regret consumed her face. But it was gone, within a matter of seconds, and mightn't have been there at all. She was very adept at hiding her real thoughts, Spitfire knew.

The princess of Equestria spoke under her breath, her eyes lost somewhere in the dark. "_You remember those old stories? They _always_ had lessons at the end. Charity, compassion, devotion, integrity, optimism, and leadership. Good lessons. I wish you could see what I see in you, but it's okay. Twilight is capable."_

Spitfire wept wordlessly, scowling, unable to understand what the princess was saying, unable to care, unable in so very many ways. She was a Wonderbolt, she needed control. All she knew now was that she'd failed something the princess had set out for her. In fact, Spitfire imagined this test was the true reason Celestia had come. Not a final visit at all, this was just another test. Spitfire burned with anger.

The sightless princess was becoming translucent, she could see that now. Nightmare _was_ draining her. At least that wasn't a lie. "_I must leave you now. Goodbye, Spitfire_."

"Yeah, okay," she uttered through a thick voice. She couldn't even look at the princess.

A look of longing graced Celestia's face as she looked at the back of Spitfire's head. Something the Wonderbolt never saw ran down her face. "_Close your eyes_."

Even in a dream, she could be blinded by the sun. Princess Celestia left in a microcosmic nova, and soon, the darkness returned, but with a new feature.

Spitfire saw what the Elements didn't. Nightmare's truest form.

Everything she feared was held in a face, in a smiling face of formless night. For however long it was, she saw every horrible eventuality of her life and knew there was an element of truth to each. She screamed with rage. She was shaking.

"_DESPAIR_," peeled off Nightmare's smiling lips. Spitfire was grappled by crushing hands and sucked into its mouth.

Spitfire was hurled forward. She assumed, down Nightmare Moon's throat, but soon fell into her destination, a window. She held her forehead as she sat. The darkness held her in place here.

_"Where are you?!"_ she howled. The muscles in her face ached from scowling, twitching with her ragged breath.

The pegasus didn't understand what she was seeing. It made less and less sense as things went on, but then, that first moment, when she was only looking into the Everfree forest, she was frighteningly puzzled. But she would soon find out why she was there.

She felt herself being drained of everything inside her. A short-lived process, remarkably painless, though horrifying.

Spitfire slumped over. She had no energy left in her muscles. She panicked inside her head. Her position riveted her down to gaze helplessly through the looking glass. What she found there made her feel insane, a nightmarish feeling in itself.

At first, it was easy enough to watch; a young blue mare dove into a valley of mist to arrive with a rope bridge in her teeth. Spitfire's first impression of Rainbow Dash went well enough. She looked fine for a flyer

"_Rainbow _..."

"Who's there?"

"_Rainbow _..."

"I ain't scared a you! Show yourself!" Rainbow yelled. She threw punches for show, which weren't too threatening, but admittedly spirited.

That fascinating, disembodied slithering answered Rainbow's warning, "_We've been _eagerly_ awaiting the arrival of the best flyer in Equestria._"

Rainbow faltered. "Who?"

"_Why, you, _of course_._"

"Really? I mean, oh yeah, _me_." She smiled, with impressively large pleasure. "Hey, uh, you wouldn't mind telling the _Wonderbolts _that, would you? 'Cause I've been trying to get into that group for, like, ever."

"_No, Rainbow Dash, we want you to join us." _

Three forms punctured the fog and came to glide out in a uniform formation, two stallions and one mare. Spitfire gaped and her eyes watered at the sight. That one mare. Spitfire understood now.

Nightmare Moon had drained her energy to use it in recreating a pony. She couldn't contain her bafflement and delirium, but what could she do to release it? She didn't have use of her body anymore, _Spitfire_ did. Those goons raised their chins as one and Spitfire said, "_The Shadowbolts_."

At least it didn't have her voice. It used her spirit as a template, but it wasn't her. In some small way, that was comforting.

Spitfire was smiling broadly as she approached Dash. "_We're the greatest aerial team in the Everfree forest, and soon we will be the greatest in all Equestria ... but first, we need a captain_." Rainbow Dash was beaming as Spitfire wafted above her head, thinking out loud.

"_The most magnificent_-"

"Yep."

"-_swiftest_-"

"Yes."

"-_bravest flyer in all the land_."

"Yes," Rainbow bubbled. "it's all true."

"_We need," _Spitfire watched Spitfire breathe into the mare's ear. "you."

Rainbow Dash sprouted upwards, cheering, "Woo hoo! Sign me up!" revelling at the images in her head. Fame, respect, nobility. Every new cadet looked the same as Dash did right then, and that was even more terrible. Rainbow was giddily giggling, "Just let me tie this bridge real quick, and then we have a deal."

"_No!" _Spitfire flamed._ "It's them, or us_."

Finally, Rainbow Dash saw something wrong in them. She tottered back, staring at the pile of rope. Spitfire felt a flicker of empathy. Those Shadowbolts were supposed to be her Wonderbolts (even if they were just cheap knock-offs). She remembered her turn dreaming and waiting to be old enough, to train hard enough to get in. It was tough. pegasai built lives around it, and if they couldn't cut it, all their dreams would be crushed. Painfully.

A clear voice rang through the fog. "Rainbow! What's taking so long? _Oh, no_. _Rainbow!_" Spitfire heard her and effectively barricaded them out, in blinding smoke with a flash of her eyes, as if using Spitfire's temperament for strength. Rainbow's friend seemed to drift away. "_Don't listen to them_ ..."

Rainbow Dash weighed her options silently, her head bowed a little. She might've stayed that way longer had it not been for Spitfire's impatience. "_Well__?_"

Without a breath, she said, "You," and Spitfire's stomach staggered inside of her. But, Rainbow Dash continued in her most level-headed manner, "thank you, for the offer, I mean, but," she knotted the rope bridge and turned back with a smile. "I'm afraid I have to say no."

Spitfire smiled until it crinkled her eyes.

Spitfire sneered. She and her two brethren were infused back into shadow and simultaneously, Spitfirefelt herself mobile and strong again. In fact, being infused with _herself _was a rush. Nightmare didn't count on that, or did, and didn't care after failing. Spitfire woke up, free.

She seemed to shake herself awake. Her entire body was clammy, which would explain the unpleasant smell. Her tongue was dry and her heartbeat boxed her little chest, an uneven fight. She noticed with some discomfort and humiliation that the hotel linens would require a scrub.

She was aware of Soarin'. He'd sat up, sprung, awaking maybe the exact time as her. They made meaningful, panicked eye contact.

Soarin' fell to the floor with the blanket around his hooves, _thump_, bolting out of bed. Spitfire threw away her own comforters and started lighting all the candles. He scrambled to shut the windows, shutting out the night. She brought the candles together to enshrine them as they huddled together in the corner.

Soarin' sat like a gargoyle, with wings pointed behind a hunched back and hugging hooves. That crazy green in his eyes made him look doubly troubled. Spitfire ran through her breathing exercises. It took embarrassingly long for their heart-rates to slow.

Soarin' turned on her, minutes later. "Who do we tell?"

Taking long breaths, Spitfire inhaled the steam of the candles. She didn't respond for a while, and Soarin' asked again. Spitfire looked tired. She mumbled, "Don't bother me."

"But, you sawthat, too. You saw-"

"What, Soarin'? What was all that?"

He squinted. "I dunno, but you were there, how come?"

She shrugged, still trying to breathe deeply.

Soarin's ears flattened against his head and growled, "Well, how come there was one of you and I got split?"

Spitfire hadn't thought about it. "I don't know- how _should _I know? We should forget it. You forget bad dreams all the time, right? Give it a day, I can't remember some of it already."

That was actually the truth. While powerful nightmares left an indent, details could escape very easily. It was, in fact, part of Princess Luna's dream watching duties to partially (if not entirely) wipe the pony's memories clean of their unreal psychological experiences.

"But, this is a real dream," he said, though he was trying to remember all of it too, and also unable to grasp many details. That angered him. "We can't laze around. We take action- we're _Wonderbolts._ Come on, let's be stupid. What're we waiting for? Equestria is in our hooves."

"No, let Twilight Sparklehandle it," she muttered, defeated.

He faltered. "Who's that?"

"If knew I'd punch her in the face," Spitfire offered.

The lieutenant crinkled his forehead. "And we're supposed to trust her with this, Spits?" She didn't really give an answer. It wasn't like he expected her to, but it would've been nice.

He changed the subject after a while, and when he spoke again, he was as soft as his gravelly voice could be. "You know, I was okay with it- like, you not talking about why you never want to go to Canterlot, or why you never seem to want to perform for the princess. Or any stuff like that- and why you get all angry at the weirdest things- but … it was fine."

He shifted, trying to get in a more comfortable sitting position. "You were fine, so I dropped it and I didn't think whatever this is would be a problem. And it wasn't, for a while, and that was good, but I think it's getting bad again, and I'm kind of tired of being okay with it," his voice sounded as though it had been squeezed in the middle of his sentence.

Her face contorted into one of absolute grief, and she gasped before hiding her face with a hoof. As she started to pant and sniff, hot tears came out. "Soarin' … I don't want to leave you."

Soarin' stared for a moment, but put his wing around her and she wasted no time hugging back. With a little disbelief he shook his head and told her, "You don't have to leave me." He tenderly stroked her shoulder. "I'd go with you anywhere in the world." Spitfire didn't move and he scowled. "Don't you trust me, Spits?"

She cried into his blue fur. It was soft, and his heartbeat was stable. She concentrated so much on details like those that she forgot to answer.

Soarin' made her look at him. "We're best friends. If you can't tell your best friend what's eating you, you'll die, or explode or- you'll _rot_. You'll rot, Spits."

She thought he couldn't possibly know how afraid and anxious she was, with her confession trapped in her throat. What a terrible moment that was for her. She guiltily looked away, outright refused to make eye-contact. The words screaming in her mind but road blocked by her tongue. It took her nearly a minute, but suddenly, she couldn't stutter.

"There isn't a right way to say this, but I could've been a princess. I would've gotten a horn or something, I don't know, I never thought about it. But, everypony's under a spell and they don't remember I was supposed to be one."

He stared at her, but in a cautiously imploring way, prompting her to go on. "Why?"

She tried looking at him again, light-headed. "You know how I said my mom was always putting pressure on me?"

* * *

Edited by Delta93


End file.
